Common use of Fees and Grant of Equity Clause in Contracts

Fees and Grant of Equity. This section will be deleted and replaced with the following: Exmovere Inc. shall adopt a Royalty Policy similar to that described in Schedule 2 of the Technology License Agreement. However, Exmovere's policy shall require the Company to allocate 5% of Category 1 revenues (BT2 sales or other product sales) and 10% of Category 2 revenues (Monthly monitoring revenue & revenue from the sale of services). Such royalty shall be placed into a Royalty Pool. Payments from this royalty pool shall be made on a quarterly basis, within 15 days after the end of the quarter, as follows: 20 % of the pool shall be paid to BT2 International Inc. 80% of the pool shall be paid to Exmocare LLC, et al In the event a financing is obtained that requires dilution of the payments from this royalty pool, the parties shall dilute on a pro rata basis. Schedule 2 Directors' Resolution - Royalty Policy Deleted and replaced with the above. Schedule 3 Milestones and Grant of Equity Deleted and replaced with the following: Exmovere Inc. shall issue 15,003,000 common shares for the transferred license rights. Such common shares shall be issued as follows: BT2 International Inc. 2,910,000 shares Exmocare, et al 11,640,000 shares Belmont Partners Inc 453,000 shares

Fees and Grant of Equity. This section will be deleted and replaced with the following: Exmovere Inc. shall adopt a Royalty Policy similar to that described in Schedule 2 of the Technology License Agreement. However, Exmovere's policy shall require the Company to allocate 5% of Category 1 revenues (BT2 sales or other product sales) and 10% of Category 2 revenues (Monthly monitoring revenue & revenue from the sale of services). Such royalty shall be placed into a Royalty Pool. Payments from this royalty pool shall be made on a quarterly basis, within 15 days after the end of the quarter, as follows: 20 % of the pool shall be paid to BT2 International Inc. 80% of the pool shall be paid to Exmocare LLC, et al In the event a financing is obtained that requires dilution of the payments from this royalty pool, the parties shall dilute on a pro rata basis. Schedule 2 Directors' Resolution - Royalty Policy Deleted and replaced with the above. Schedule 3 Milestones and Grant of Equity Deleted and replaced with the following: Exmovere Inc. shall issue 15,003,000 common shares for the transferred license rights. Such common shares shall be issued as follows: BT2 International Inc. Inc 2,910,000 shares Exmocare, et al 11,640,000 shares Belmont Partners Inc 453,000 shares

Fees and Grant of Equity. This section will be deleted and replaced with the following: Exmovere Inc. shall adopt a Royalty Policy similar to that described in Schedule 2 of the Technology License Agreement. However, Exmovere's policy shall require the Company to allocate 5% of Category 1 revenues (BT2 sales or other product sales) and 10% of Category 2 revenues (Monthly monitoring revenue & revenue from the sale of services). Such royalty shall be placed into a Royalty Pool. Payments from this royalty pool shall be made on a quarterly basis, within 15 days after the end of the quarter, as follows: 20 % of the pool shall be paid to BT2 International Inc. 80% of the pool shall be paid to Exmocare LLC, et al In the event a financing is obtained that requires dilution of the payments from this royalty pool, the parties shall dilute on a pro rata basis. Schedule 1 Description of Technology Deleted and replaced with the attached. Schedule 2 Directors' Resolution - Royalty Policy Deleted and replaced with the above. Schedule 3 Milestones and Grant of Equity Deleted and replaced with the following: Exmovere Inc. shall issue 15,003,000 common shares for the transferred license rights. Such common shares shall be issued as follows: BT2 International Inc. Inc 2,910,000 shares Exmocare, et al 11,640,000 shares Belmont Partners Inc 453,000 shares